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Krispy Kreme (NASDAQ: DNUT) refranchises Western JV and exits Japan to cut debt

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Krispy Kreme is accelerating its turnaround with major refranchising and asset sales to cut debt and shift to a capital-light model. The company raised approximately $90 million from expanding its Western U.S. joint venture with WKS Restaurant Group, including about $50 million of cash at closing and a note payable over time. WKS’s ownership in the joint venture rose from 45% to 80%, while Krispy Kreme’s stake fell to 20%, and the venture added 23 company-operated shops in California and Hawaii.

The joint venture also used new debt financing to repay roughly $53.5 million of intercompany debt owed to Krispy Kreme. Separately, Krispy Kreme closed the sale of its Japan operations to Unison Capital, generating nearly $70 million of cash proceeds, which were used to pay down debt. A $40,404,497 seller note from the WKS affiliate bears 5% annual interest and matures on March 22, 2032.

Positive

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Insights

Krispy Kreme trades owned shops for cash, a note, and lower debt.

Krispy Kreme is refranchising Western U.S. stores and exiting Japan operations to raise cash and reduce balance sheet risk. The WKS transaction totals about $90 million, including roughly $50 million in cash, plus a seller note maturing in 2032.

The joint venture used new financing to repay about $53.5 million of intercompany debt, while the Japan sale delivered nearly $70 million applied to debt paydown. These moves align with management’s focus on capital-light growth and deleveraging.

Risks include reliance on franchise and joint venture partners for execution and credit exposure to the WKS affiliate on the $40,404,497 seller note at 5% interest. Subsequent filings may detail how leverage and profitability change after these transactions.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________

FORM 8-K
_________________________

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

March 23, 2026
Date of Report (Date of earliest event reported)
_________________________

Image_0.jpg
Krispy Kreme, Inc.
(Exact name of registrant as specified in its charter)
_________________________

Delaware001-4057337-1701311
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2116 Hawkins Street, Suite 101, Charlotte, North Carolina 28203
(Address of principal executive offices)

(800) 457-4779
(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)
_________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-14(c) under the Exchange Act (17 CFR 240.13e-14(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common stock, $0.01 par value per share
DNUT
NASDAQ Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




Item 1.01. Entry into a Material Definitive Agreement.
On March 23, 2026 (the “Effective Date”), Krispy Kreme, Inc. (the “Company”), through its wholly owned subsidiaries, Awesome Doughnut, LLC (“Awesome Doughnut”) and Krispy Kreme Doughnut Corporation (“KKDC”), completed transactions with its joint venture partner, WKS Restaurant Group (“WKS”), as a result of which: (i) WKS’s indirect ownership stake in the Company’s Western U.S. joint venture, W.K.S. Krispy Kreme, LLC (the “JV”), increased from 45% to 80%; and (ii) KKDC’s ownership stake in the JV decreased from 55% to 20% (the “WKS Refranchising”).
The WKS Refranchising included the following principal components:
Awesome Doughnut entered into an Asset Purchase Agreement (the “APA”) with W.K.S. KK HoldCo, Inc., an affiliate of WKS (“WKS Holdco”), pursuant to which WKS Holdco acquired, as of the Effective Date, substantially all of the franchise rights, operating assets, equipment, personal property, vehicles, goodwill, and business of the Awesome Doughnut-owned and operated Krispy Kreme stores in California (collectively, the “Awesome Assets”) from Awesome Doughnut for an aggregate purchase price of $40,404,497, paid through delivery of a promissory note issued by WKS Holdco, as borrower, payable to Awesome Doughnut, as lender (“Seller Note”). The Seller Note bears interest at a rate of five percent (5%) per annum, payable quarterly in cash or in-kind at the option of the borrower. The Seller Note matures on March 22, 2032, and allows for prepayment without penalty. The Seller Note is secured by a pledge agreement between WKS Holdco and Awesome Doughnut, pursuant to which WKS Holdco pledged its equity interests in the JV and other securities, as collateral. The Seller Note is subordinate to the new debt financing obtained by the JV described below.
WKS Holdco contributed the Awesome Assets and $13,000,000 in cash to the JV, in exchange for equity interests in the JV. In addition, KKDC contributed the franchise rights, operating assets, equipment, personal property, vehicles, goodwill, and business of the Company-owned and operated Krispy Kreme store in Hawaii to the JV, in exchange for equity interests in the JV, pursuant to a Contribution and Exchange Agreement, dated as of the Effective Date, by and between KKDC and the JV (the “KKDC Contribution Agreement”). Following the foregoing contributions, WKS’s ownership stake in the JV through its affiliate increased to 80% and KKDC’s ownership percentage decreased to 20%. As part of the WKS Refranchising, utilizing in part the proceeds of new debt financing obtained by the JV, the JV repaid in cash to KKDC the approximately $53,500,000 balance of existing intercompany debt owed to KKDC by the JV.
The APA and the KKDC Contribution Agreement contain customary representations, warranties, and covenants of the parties, as well as customary indemnification provisions. As part of the WKS Refranchising, KKDC agreed to enter into a consulting agreement with WKS Holdco and new franchise agreements with the JV.
The foregoing summary of the APA and KKDC Contribution Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the texts of such agreements, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K.
Item 7.01. Regulation FD Disclosure.
On March 24, 2026, the Company issued a press release announcing the WKS Refranchising. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.Description
10.1
Asset Purchase Agreement, dated March 23, 2026, by and between Awesome Doughnut, LLC and W.K.S. KK HoldCo, Inc.*
10.2
Contribution and Exchange Agreement, dated March 23, 2026, by and between Krispy Kreme Doughnut Corporation and W.K.S. Krsipy Kreme, LLC*
99.1
Press Release issued by Krispy Kreme, Inc., dated March 24, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Portions of this exhibit have been redacted in compliance with Regulation S-K Item 601(b)(10).



Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding the APA, Seller Note, and KKDC Contribution Agreement. Forward-looking statements can be identified by the use of forward-looking terminology, including terms such as “will,” “expect,” or, in each case, the negatives of these words, or comparable terminology. These forward-looking statements are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements including, without limitation: the risk of a default by WKS Holdco under the Seller Note, the risk of a default by the JV under its new debt financing or franchise agreements, potential contingent liabilities under the APA or the KKDC Contribution Agreement, and other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements, except as required by law.




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

KRISPY KREME, INC.

Dated: March 24, 2026

By:    /s/ Joshua Charlesworth
Name:Joshua Charlesworth
Title:Chief Executive Officer

Exhibit 99.1
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Krispy Kreme Advances Turnaround to Drive Capital-Light Growth Through Refranchising
WKS Restaurant Group increases stake in Western U.S. joint venture and expands footprint
Unison Capital acquires Japan operations
Net cash proceeds from both transactions to be used for debt paydown
CHARLOTTE, NC (March 24, 2026) – Krispy Kreme, Inc. (NASDAQ: DNUT) (“Krispy Kreme”, “KKI”, or the “Company”) today announced continued progress on its turnaround plan to deleverage the balance sheet and drive sustainable, profitable growth through refranchising, a key component of the plan.
WKS Restaurant Group Increases Stake in Western U.S. Joint Venture and Expands Footprint
On March 23, 2026, Krispy Kreme completed a transaction with its joint venture partner, WKS Restaurant Group (“WKS”), to increase WKS’s ownership stake in the Western U.S. joint venture from 45% to 80% and expand the joint venture’s footprint. The total amount payable to the Company in connection with the transaction is approximately $90 million with approximately $50 million of cash to the Company at closing, which it expects to use to reduce debt, and a note payable over time. Further details are available in the Company’s Form 8-K to be filed with the Securities and Exchange Commission.
Following the transaction, the joint venture added 23 shops in California and Hawaii that were previously operated by the Company. This is in addition to the joint venture’s existing 50 shops across the Western U.S. and approximately 1,000 fresh delivery locations with strategic partners such as Kroger, Target, and Walmart. The joint venture has further agreed to develop additional shops and plans to expand Krispy Kreme’s fresh delivery footprint over the next several years.
“Our long-standing partnership with WKS has been key to Krispy Kreme’s growth in the Western U.S. This transaction advances our strategy to drive sustainable, profitable growth through capital-light refranchising while further reducing our leverage,” said Krispy Kreme CEO Josh Charlesworth.
“We are excited to expand our partnership with Krispy Kreme. By increasing our ownership stake and meaningfully expanding the joint venture’s footprint, we are reinforcing our confidence in the brand and positioning the business to accelerate development across the Western U.S.,” said WKS Restaurant Group President & Chief Executive Officer Roland Spongberg.
Unison Capital Acquires Japan Operations
On March 2, 2026, the Company also closed on its previously disclosed agreement for Unison Capital, Inc. to purchase the Company’s operations in Japan. Cash proceeds from this transaction were nearly $70 million and were used to pay down debt, after transaction-related fees and expenses.
About WKS Restaurant Group
Headquartered in Cypress, CA, WKS Restaurant Group was founded by Roland Spongberg in 1987 with one restaurant and one brand. Today, with the help of very talented and dedicated team members in the restaurants and support center, WKS has grown to four brands (Wendy’s, Denny’s, El Pollo Loco, and Krispy Kreme) operating in 19 states with 10,000+ employees. WKS is in the “business of serving others” and emphasizes a people-first culture focused on accountability, diversity, and continuous improvement. Connect with WKS Restaurant Group at www.wksusa.com.



About Krispy Kreme
Headquartered in Charlotte, NC, Krispy Kreme is one of the most beloved and well-known sweet treat brands in the world. Our iconic Original Glazed® doughnut is universally recognized for its hot-off-the-line, melt-in-your-mouth experience. Krispy Kreme operates in more than 40 countries through its unique network of fresh doughnut shops, partnerships with leading retailers, and a rapidly growing digital business. Our purpose of touching and enhancing lives through the joy that is Krispy Kreme guides how we operate every day and is reflected in the love we have for our people, our communities and the planet. Connect with Krispy Kreme Doughnuts at www.KrispyKreme.com, or on one of its many social media channels, including www.Facebook.com/KrispyKreme and www.X.com/KrispyKreme.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including with relation to our business, prospects, future plans and strategies, and growth. Forward-looking statements can be identified by the use of forward-looking terminology, including terms such as “plan,” “expect,” “continue,” “will,” or comparable terminology. Forward-looking statements are not a representation by us that the future plans, estimates, or expectations contemplated by us will be achieved. Many factors could cause our actual results to differ materially from those contained in forward-looking statements including, without limitation: food safety issues, including risks of food-borne illnesses, tampering, contamination, and cross-contamination; impacts from any material failure, inadequacy, or interruption of our information technology systems, including breaches or failures of such systems or other cybersecurity or data security-related incidents; our ability to execute our business strategy, including our turnaround plan and growth through international development with strategic partners and profitable expansion of our fresh delivery and digital channels; our ability to realize the anticipated benefits from past or potential future strategic transactions (including refranchising); failure by our franchisees, subfranchisees, or third-party service providers to operate effectively and in compliance with our standards and applicable law; any harm to our reputation or brand image; negative impacts on our business due to changes in consumer spending habits, consumer preferences, or demographic trends; our ability to open new and maintain existing shops and points of access both domestically and internationally; disruptions to our and our franchisees’ supply chain, including the loss of or failure to perform by single-source or limited suppliers, vendors, distributors, or manufacturers; our significant indebtedness and our ability to meet the financial and other covenants under our credit facilities; changes in the cost of raw materials and other commodities, including due to import and export requirements (including tariffs), inflation, or foreign exchange rates; our ability to recruit and retain key personnel; adverse regulatory actions or publicity concerning food or occupational safety, food quality, health, and other issues or regulatory investigations, enforcement actions, or material litigation; and other risks and uncertainties described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 28, 2025, filed by us with the Securities and Exchange Commission (the “SEC”) and in other filings we make from time to time with the SEC. These forward-looking statements are made only as of the date of this document, and we undertake no obligation to publicly update or revise any forward-looking statement whether as a result of new information, future events, or otherwise, except as may be required by law.
Category: Financial News
Investor Relations and Media
ICR for Krispy Kreme, Inc.
krispykreme@icrinc.com
Source: Krispy Kreme

FAQ

What transaction did Krispy Kreme (DNUT) complete with WKS Restaurant Group?

Krispy Kreme completed a refranchising deal with WKS, increasing WKS’s stake in the Western U.S. joint venture from 45% to 80%. The joint venture also added 23 shops in California and Hawaii that were previously company-operated.

How much cash does Krispy Kreme expect from the WKS refranchising deal?

The total amount payable to Krispy Kreme is approximately $90 million, including about $50 million of cash at closing. The remainder is a note payable over time, supporting the company’s plan to reduce debt and pursue capital-light growth.

What are the key terms of the WKS seller note to Krispy Kreme?

WKS’s affiliate issued a seller note of $40,404,497 to Krispy Kreme’s subsidiary, bearing 5% annual interest, payable quarterly in cash or in-kind. It matures on March 22, 2032, can be prepaid without penalty, and is secured by pledged equity interests in the joint venture.

How is Krispy Kreme using proceeds from its Japan operations sale?

Krispy Kreme closed the sale of its Japan operations to Unison Capital, generating nearly $70 million of cash proceeds. After transaction-related fees and expenses, these funds were used to pay down debt as part of the company’s broader deleveraging strategy.

How does the refranchising affect Krispy Kreme’s ownership in the Western U.S. joint venture?

Following the transaction, WKS’s indirect ownership in the Western U.S. joint venture increased to 80%, while Krispy Kreme’s stake fell to 20%. The joint venture also agreed to develop additional shops and expand Krispy Kreme’s fresh delivery footprint over the coming years.

What debt-related benefits did Krispy Kreme receive from the WKS joint venture transaction?

As part of the refranchising, the joint venture obtained new debt financing and repaid approximately $53.5 million of existing intercompany debt owed to Krispy Kreme’s subsidiary. This repayment, combined with cash proceeds, supports the company’s goal of deleveraging its balance sheet.

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Krispy Kreme, Inc.

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